Distinguished Professor Gordon (John Hoyt) explains that Earth is being tormented by periodic "sex rays", which send people into a sexual frenzy. When one of the rays hits the Ford Tri-Motor passenger aircraft carrying Flesh Gordon (Jason Williams) and Dale Ardor (Suzanne Fields), the pilots abandon the controls and everyone aboard has manic sex. When they finish, Flesh and Dale escape the imminent crash by parachute. They land near the workshop of Flexi Jerkoff (Joseph Hudgins), who has a plan to stop the sex rays at their source.